Getty Images Announces Execution of Supplemental Indenture.SEATTLE -- Getty Images, Inc. today announced that, in connection with its merger with an affiliate of Hellman & Friedman LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control that was completed on July 2, 2008, Getty Images entered into a supplemental indenture An agreement declaring the benefits and obligations of two or more parties, often applicable in the context of Bankruptcy and bond trading. The term indenture primarily describes secured contracts and has several applications in U.S. law. governing its 0.5% Convertible Subordinated Debentures subordinated debenture An unsecured bond with a claim to assets that is subordinate to all existing and future debt. Thus, in the event that the issuer encounters financial difficulties and must be liquidated, all other claims must be satisfied before , Series B due 2023 (the "Debentures") that entitled holders of the Debentures to convert their Debentures from and after the effective date of the merger. Subject to the terms of the indenture, the holder of a Debenture may surrender it for conversion in integral multiples of $1,000 principal amount from and after July 2, 2008 into $556.65 per $1,000 principal amount of Debentures, representing the amount of cash consideration received in the merger by holders of common stock holding, immediately prior to the effective time of the merger, a number of shares of common stock equal to the conversion rate immediately prior to the merger. The merger constituted a "Fundamental Change" under the indenture governing the Debentures. Holders of the Debentures (which have not been converted) will therefore also have the right to require Getty Images to purchase their Debentures on the 35th business day after the merger for a purchase price equal to the principal amount of such Debentures plus any accrued and unpaid interest to but not including the purchase date. Additional Information and Where to Find It Getty Images filed the indenture governing its 0.5% Convertible Subordinated Debentures, Series B due 2023 with the Securities and Exchange Commission on March 10, 2006, as an exhibit to its amended Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended December 31, 2005. In connection with the merger, Getty Images filed a proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. with the Securities and Exchange Commission on May 22, 2008 under the New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. symbol GYI GYI Ghetto Youths International (record label; Miami, FL) . Investors and security holders may obtain a free copy of the indenture, the proxy statement and other documents filed by Getty Images, without charge, by written or telephonic request directed to Getty Images, Inc., 601 North 34th Street, Seattle, Washington The reason for its protection is listed on the protection policy page. 98103, attn: Jeffrey Dunn, telephone (206) 925-6535, or on our website at http://www.gettyimages.com or from the Securities and Exchange Commission through the Securities and Exchange Commission's website at http://www.sec.gov. About Getty Images Getty Images is the world's leading creator and distributor of still imagery, footage and multimedia products, as well as a recognized provider of other forms of premium digital content See premium content. , including music. Getty Images serves business customers in more than 100 countries and is the first place creative and media professionals turn to discover, purchase and manage images and other digital content. Its award-winning photographers and imagery help customers produce inspiring work which appears every day in the world's most influential newspapers, magazines, advertising campaigns, films, television programs, books and Web sites. Visit Getty Images at http://www.GettyImages.com to learn more about how the company is advancing the unique role of digital media communications and business, and enabling creative ideas to come to life. This press release contains "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995, which involve significant risks and uncertainties. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. Investors and security holders are cautioned not to place undue reliance on these forward-looking statements. Actual results could differ materially from those currently anticipated due to a number of risks and uncertainties. Getty Images does not undertake any obligation to update any forward-looking statements as a result of new information, future developments or otherwise, except as required by law. The information contained in this press release is neither an offer to purchase nor a solicitation to sell securities of Getty Images. |
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